Potter'S Wheel Inc

“No review was or will be conducted.”

“In connection with any actual of possible conflict of interest, an interested person must discolose the existence of the financial interest and be given the opportunity to disclose all material facts to the board of directors while considering the proposed transaction or arrangement when determining whether a conflict of interest policy exists after discolsure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the board meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board members shall decide if a conflict of interest exists. If a conflict of interest exists an interested person may make a presentation at the board of directors meeting but after the presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest. The chairperson of the board shall, if appropriate, appoint a disinterested to investigate alternatives to the proposed transaction or arrangement.after exercising due diligence, the board shall determine whether the organization can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonable possible under circumstances not producing a conflict of interest, the board shall determine by a majority vote of the disinterested board members whether the transaction or arrangements are in the organization's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination it shall make its decision as to whether to enter into the transaction or arrangement.”

“No documents available to the public.”